Public Heroes
by CaptainTomoe
Summary: Homura Akemi needs to try something different, she needs more grief seeds. The nearest large city is New York, which holds many public superheroes. Most magical girls loathe these heroes, as they do not have soul gems to keep clean. When Homura Akemi saves a woman from a gunman kissed by a witch, she attracts the prying eyes of many organizations. [THIS WORK HAS BEEN CANCELLED]
1. Chapter 1

Homura Akemi was searching for a new witch. She had already determined the purpose of this time line. It was to search for more grief seeds, for backup of course. Maybe having more grief seeds was the key to helping everyone stay alive for Walpurgisnacht. The raven haired Magical Girl knew it was coming, the day she wouldn't be able to postpone her grief was quickly advancing. It could take something as simple as Madoka being cruelly killed, or something as innocent as Madoka telling Homura to give up and stop suffering. Her grief was contained by a wall as thin and see through as glass. In one time line, when she hadn't the idea for an emotional mask, a nurse had seen the look on her face and immediately took her in for a psych evaluation. To be honest, the nurse's concern was a bother, and a waste of Homura's time.

Normally, Magical Girls stayed far away from cities where public heroes were known to reside. Most of the public heroes, like that man in an iron suit, were unaware of the tragic circumstances faced by a rare amount of youth. Most wanted it to remain that way, and its not like the public heroes really cared either, they were just missing girls, not terrorists or anything. Sure, some had made a connection with how similar the circumstances of missing persons cases, but those were dismissed as conspiracy. It made Homura upset, to know that were people who had extraordinary powers without having to fight witches and give up their soul in progress.

She felt that feeling, the indescribable presence in her abdomen and by extension, soul gem. It was disgusting, to know she was this weak, to feel grief from simply loathing those more fortunate than her. The scream was building up in her throat, and honestly, she didn't want to hold it back. For once in her life, she wanted to be free from that iron mask and let the grief spill out onto the floor. But she restrained herself from pursuing that fantasy, Homura wasn't going to waste her wish.

People were staring at her, the old man to her left was staring at her annoyingly, and the woman to her right looked too concerned. Praying that they wouldn't bother her, Homura went to sit down, staring out the window. Concrete walls stained with mildew, moisture and filth speed past her, and it felt fitting for a girl like Homura. All she was was a stain on the walls of time, and she'd be cleaned off eventually. Homura considered slapping herself, she had to stop the self pity. Maybe therapy would actually be useful for a change.

There was an advertisement on the ceiling of the cabin, it was a single white telephone with the phrase 'Talk', followed by a phone number. She amused the thought of calling them and explaining her situation, which would most certainly put her in a white padded room. Therapists were off limits. She'd just do what she always did, and focus on saving her friends, but they probably didn't know she even existed in this time. Regardless, Homura did it for the girls she knew; for the Madoka she knew.

A beeping droned out into the air. This was Homura's stop. She didn't know exactly where she was going, but Akemi was searching for a witch. Before she came, only a small amount of research had been done. There weren't really that many random suicides, but random attacks and violence were common. The public heroes dealt with this easily though, but never really questioned why it occurred so commonly.

Once again, people stared, but probably only because Homura Akemi was still wearing her hospital gown. Maybe it also had to do with the fact that school was in session, and Homura wasn't. As she turned a corner, a crowed became present. Faces of all kinds filed through the turnstiles, each creating sounds similar to that of a checkout as they passed through. Homura fished around in her nightgown for her ticket, her hands coming purchase to the wrinkled piece of paper.

She feed it into the machine and was allowed access out of the station. It was weird, because she easily had the ability to pass, even without her powers. Although, there were probably guards present to prevent hopping, but she was too lazy to look for them. A man wearing an official looking outfit spotted her from the crowd, hurriedly approaching. Homura was faster, knowing what would happen if the man caught up with her. A sign told her that there was a shopping outlet nearby, hopefully one with clothes that fit. There was no need to attract more attention.

( - 0 – 0 – 0 – 0 – 0 – 0 – 0 - )

Her shoplifting went unpunished. It was easy to steal things when you could stop time. Homura could have taken something more stylish, but she went for the first thing she spotted and prayed it would fit. Its not like she had the extra magic to waste. Homura didn't even know if there were any witches in New York.

This city was different than Mitakihara. Mitakihara was a city bound on innovation, but this place was the city of business, the city that never sleeps. These people were different, and couldn't afford suicide. Anger and frustration built up from too long shifts were easily manipulated by witches, so Homura was sure she'd find one soon. Even if the intelligent Magical Girls stayed far away from cities like New York, there would always be the stupid ones. This city was likely to have them, given the image portrayed by the public heroes.

Homura had no idea she had smashed the ice cream cone until she felt the cold sticky fluid drip down her fingers. The only reason she had bought it, was for her costume of innocence, which had surely been broken. Most ignored the girl with who squished her ice cream cone with a serious look on her face, but some stared. Sighing, Homura threw the cone to the floor, hoping the rats would get some use from it.

Her blank face stood unwavering as she walked through the crowded streets, and people bumped into her. Homura ignored the insults as she swam against the stream of people, originally expecting people to get out of her way. Yes, this city was definitely different than Mitakihara. The serious look on her face intimidated no-one, not even enough for somebody to get out of her way. At least she wouldn't be attracting too much attention.

( - 0 – 0 – 0 – 0 – 0 – 0 – 0 - )

The bubbly feeling in her soul gem alerted Homura to the presence of a witch. As she had done dozens of times before, Homura scanned the necks of everyone around her for a kiss. There were none that she could see. Instead of a kiss, she searched for somebody with that violent look in their eyes, which would be useful for those facing her. Analyzing eyes scanned the crowd, her search ending upon a man wearing a business suit. His eyes were empty, and Homura could feel the witch's kiss now that she knew a possible target. It was easy to find a faint smell of if you knew where to sniff.

A line of children walked past her, hand in hand as they strolled merrily along. A class of children, and an unpredictable man under the influence of a witch. Slowly, Homura approached the man standing in front of an ornate fountain. Suddenly, as if out of reaction, the man reached into his pocket, revealing a gun to the crowd. It was held by shaky fingers, and only for a moment, before people began screaming. Instead of the children, the gun was aimed at a woman. She had very light brownish blonde hair, and wore business attire, but of much higher quality than everyone around her.

Homura quickly reached into her chest and grabbed her soul gem before transforming. She shifted the hour glass on her shield, which caused time to stop just as the bullet left its chamber. Homura swiftly weaved through the crowd, ignoring the faces of panic on everyone around her. When she grabbed the arm of the woman, the brunette regained motion, only to scream out a shrill shriek. Akemi's stern but strong hands guided the confused and panicking woman out of harms way.

"W-what's y-y-your name?" The woman had attempted to speak through her sobs, and Homura glanced at her, not responding. Their hands left each other and the woman became motionless once more. The bullet was on a straight path to the concrete wall behind where the woman once stood.

With time frozen around her, the Magical Girl approached the man. She outstretched the hand decorated by her soul gem, and waved it over the the kiss. The kiss was shaped like a blood stained gold coin, and disappeared quickly under the influence of Homura's magic.

Time resumed, and so did the shrill screaming. The screaming eventually came to a stop, and people were finally paying attention to the girl who had suddenly appeared next to the attacker, in a strange outfit with a shield. Homura walked quickly away from the scene, following the scent of the witch while carefully looking for that same kiss. Her pace quickened as she heard the sound of police sirens.

( - 0 – 0 – 0 – 0 – 0 – 0 – 0 - )

Tony stark was in the middle of binge watching a television series when JARVIS interrupted. He had recently programmed a surveillance program that tapped into social media and security feeds to detect the enhanced. It was important to have a database of all these people due to the possibility of powers being used for evil. Most importantly though, Tony felt the Avengers team was too small, and there needed to be an actual department specializing in training and enlisting the enhanced. This was a notification from that program, and Tony quickly opened it.

Jarvis brought up her profile. Her name was Homura Akemi, which was normal considering the girl had been born in Mitakihara. Currently, Japanese names were a trend there. She was just past thirteen, and her parents were business executives, meaning they probably weren't around much. According to Homura's medical records, she was currently hospitalized due to heart problems, which usually left her physically weak. Akemi had yet to be discharged, and had been reported missing from the premises.

This girl had no social media presence, which was weird considering her age. Regardless, Tony swiped past her physical profile and into the video proof.

"Homura Akemi appears to be able to teleport while also being able to manipulate the brain. In the following video, she changes her outfit before teleporting and calming down the attacker with a wave of her hand. Homura Akemi also uses her teleportation or super speed to move a civilian out of harms way."

Tony watched as the costumed girl practically shifted her position instantly to the man with a gun, while simultaneously being able to save the woman. It was impressive, as the girl was so young, yet so calm. It was unnerving in a way to see the blank expression on her face, which had held up even on her walk away from the scene.

"Jarvis, do we have any possible source for her abilities?"

The computer program began analyzing and scanning the video for constants in form and shape, but Tony noticed it before the computer. There was a violet gem retrieved from somewhere, which led her to transform her clothing. Maybe it was battle armor or something, but he wouldn't judge for wanting a cool suit. While in her suit, there was a violet gem in the shape of a diamond on her hand, it was exactly the same color as the original egg shaped one, and was probably just a different form. Perhaps it was similar in nature to the one in Loki's scepter.

"I believe the source of her power comes from the gemstone retrieved from a pocket dimension in her chest. Its impossible for me to tell any more about it, and it would be wise to track her down. If there are more of these gems available, I estimate it could be quite dangerous if they fell into the wrong hands."

The idea of interrogating a fourteen year old wasn't something that excited him, but it needed to be done, and that much was obvious. He spoke his command to JARVIS, with an amused tone.

"Find me this girl, and send widow to retrieve her as peacefully as possible."

( - 0 – 0 – 0 – 0 – 0 – 0 – 0 - )

Natasha was waiting in line when the text arrive. She ignored it at first, because it was possible the text was a request for her to do something trivial, and she had been in line with her clothing for too long. There was absolutely no way she was giving up her spot just because Tony wanted insider information about the development of an upcoming video game. It was a waste of her time and effort in the reconnaissance field, but as she read the text, this was something her skills would actually be useful for.

 _ **T. Stark** : I need you to bring in this girl peacefully, follow her location on the hashtag #VioletWaitress. Sometimes, I love how much free time millennial have. Be careful, she is an enhanced with powers of teleportation and possibly some sort of brainwashing thing._

While normally an enhanced would make her on edge, as it hadn't been in her training, Natasha had learned to adapt. Everybody had a weakness, even Thor, but she had just yet to find it. Looking around her for a spot to place her jeans, she sighed and exited the line, tossing the unfolded clothing onto a rack.

Natasha did some quick online recon on her way out of the mall. This girl was young, probably twelve to fifteen, and had saved a young woman from a gunman. Her real name was Homura Akemi People were already giving her a nickname, and it was The Violet Waitress. It made her angry that these people were pressing a girl to be something for them, something that would put her into unnecessarily dangerous situations. Maybe she was only upset due to her past, yes, that was probably it.

Shifting off the feeling of anger, Natasha tracked the locations of her sightings. This girl was new to the city, as she appeared to be heading for a certain place, yet was taking the longest and busiest routes. It was disheartening to see how quickly the internet was eating the girl up. Had people really nothing better to do? The redhead predicted the girl's final location and was speeding her way to that place. Stealing a bike was the least of her concerns, but she still left a note telling them to call Stark's Lawyers.

( - 0 - )

Natasha had been waiting roughly twenty-five minutes before she caught sight of the girl. Homura was wearing a normal outfit, instead of the one she had been in before. The girl ducked around a corner, and into an alleyway. Natasha followed her into the alleyway, sneakily yet hastily at the same time. This felt wrong, and that dark feeling in her stomach grew heavy and possessive, she consciously ignored it. Was this this some part of the girl's enhancement, her ability to manipulate emotions like she had done to the man?

She had to be closing in on the girl, the footsteps beating down ahead of her were staying the same pace, so if Natasha simply sped up, Homura would be easy to catch up to. Dirty air slipped past her face and through her red curls as the Widow gave chase. Now she saw locks of dark hair whip around another corner, Homura wasn't speeding up, as if something was known to her that would give her the upper hand. Teleportation, the realization was shocking yet intriguing. Why hadn't the girl teleported away? It either meant she wasn't just running from Natasha, and was going towards her destination, or that this girl really had no powers.

Natasha turned one more corner before she came upon Homura, who stood and stared at the wall. The redhead was the only one breathing deeply- almost panting- from the exertion. The raven haired girl turned around, a blank expression on her face.

Homura flipped her hair.

"Don't try following me this time, I won't be able to protect you. I don't know who you are, but regardless of your powers, they will be useless"

Those words were troubling, but Natasha made no attempts at understanding them. It was annoying how melodramatic some people could be, but Homura did not seem to be that. She spoke with a neutral tone that suggested indifference, it seemed as if the girl was just telling it like it is, a sad truth. Homura wasn't trying to insult her either, and was just pointing out the truth. Its not like Natasha had any powers to be defensive about anyway.

"I don't have powers anyway... But you don't have to be alone, we can fight whatever this is together"

Why was Natasha comforting the girl? Maybe it was because of the scared face she saw behind that familiar mask. It was the mask worn by Natasha every day before being recruited by S.H.I.E.L.D, a mask of maturity and indifference. While the mask was smooth porcelain on the outside, it was rusty nails on the inside, which dug deeper and deeper into your skin the longer you wore it. Homura Akemi had been wearing this mask for a long time.

"Tch, fine, but I'm telling you now not to follow me. If you really want to help me, stay out here and wait until I finish. You'd be a distraction and a liability to me if you follow."

It was difficult not to take that as an insult, but Natasha had learned through her trainer to hide minute facial reactions. Instead of raising an eyebrow, she simply nodded and watched as the girl reached over- no- inside her chest to retrieve a violet gem trimmed with gold. It glowed brightly. She didn't bother asking.

The gem was beautiful, like a Faberge egg. She had stole a few before, but these were different. The glow was fascinating and whimsical, like nothing she had ever seen before. As quickly as the gem had appeared, Homura had done something and was now surrounding herself with turning gears. Natasha could only watch in admiration at the beautiful scene playing out before her. In some areas, the gears tightened around Homura's chest and then bust into pieces, revealing the tailcoat part of her costume. This continued until she was fully dressed and ready for battle, with a shield on her wrist.

"I don't know what to say about that, except it was beautiful. I used to be a ballet dancer, and I've only recognized that amount of grace a handful of times."

Homura nodded, and almost cracked a shy smile at the compliment. Natasha could tell the girl wanted to smile and thank her. Instead of breaking her porcelain mask of emotion, the wearer turned to walk towards a far wall after a hair flip. Her jewel decorate hand reached for the wall, but it stopped, and the girl turned to look at the redhead..

"Tell me what training you have. It's unlikely, but I might have something to gain from you."

Natasha cracked a wry smile. Maybe it was the lost look behind the mask, the one that showed she had nobody to really rely on. Whatever it was, was effective, and Natasha needed to start taking notes so she could use whatever this tactic was in the future. She paused, smile fading at a sudden realization. Homura had probably attempted to use her enhancement to make the Black Widow spill the beans.

"I work for S.H.I.E.L.D, my abilities are dependable"

Homura blinked before looking over the redhead's shoulder.

"Here give me your weapon, it won't work on the witch if I don't enchant it."

It was relieving in a way, to know that this girl wasn't playing with her emotions. Something about this seemed genuine and not forced, definitely not mind control. She had doubted her ability to do that as soon as Natasha saw the girl. Homura hadn't the air of a spy, but instead, one of a sole warrior. Normally, the redhead would never trust a young teenager with a gun, but this girl didn't seem young. She seemed far too mature for her age, it was quite saddening. Un-holstering the gun from her belt, she handed it to the girl, who took it with a hand glowing with a purple aura.

Homura did something, of which Natasha had no prior knowledge of, and handed it back. The girl then proceeded to explain the process.

"Normal weapons don't even scratch what I'm fighting. I'm infusing my energy into your pistol. This will let you cause harm to the witch, but don't waste bullets. They're infinite, but each one uses a bit of my magic, and if I lose all of my magic, its game over and we both die. They won't find our bodies."

Natasha was horrified, but not entirely surprised. Nick had briefed her on many strange things, such as that god from the sky, and other enhanced individuals. If a god could visit earth, well than so could witches. That last part about her losing her magic and their bodies never being found, how did that girl know about those things? Does this mean there were more girls like her, and if so, what exactly has this girl seen? Natasha wanted to hug this girl, it all seemed too much for a fourteen year old to handle, but Natasha knew from experience that the younger ones were rarely spared.

"I have your back, you don't have to worry about me."

Homura paused again, the redhead could tell her words caused a crack in the porcelain mask. Natasha wouldn't break it completely though, because perhaps the girl was emotionally guarded for a good reason.

The raven haired girl flipped her hair once more, before explaining her plan of action.

"This monster, a witch, is new to me, meaning I don't know what it does. It could be very easy, or the hardest one in my life. The inside will look surreal, like nothing you've ever seen before. Don't trust anything, and if something comes towards you, shoot it. Stay behind my back and listen to me, even if what I'm saying seems to be wrong. If the witch seems dead, don't relax until the labyrinth disappears. Don't worry about depleting my magic, I'm experienced enough so that it won't happen unless you use it unnecessarily."

This sounded dangerous, too dangerous for a fourteen year old girl. But Homura knew more than her, and it sounded as if this girl was a veteran at killing witches. Why would she put herself in that danger though, Homura didn't seem like the person who would want to be a hero, so why? Natasha sighed before approaching the girl, inspecting the shield on her arm. She doubted it was an effective weapon, but yet again, there was Captain America.

The Black Widow was on guard while Homura waved her jeweled hand over the wall, and the symbol of a green bill appeared and shimmered bright green. The symbol had a weird language for its quantity and text, while the center where you'd normally find an old person was filled with a heart. It was certainly strange, and while Natasha thought she'd be prepared for whatever lay inside, she wasn't.

( - 0 - )

Homura scanned the room as soon as she entered the barrier. It appeared to be a bank of sorts, with loose gold coins laying around everywhere. She picked one up, inspecting the text. It was indecipherable, and the image of a human heart was no hint as to what lay within. The magical girl reached into her shield and produced a pistol. Natasha was behind her, and as wide-eyed as ever. Homura would have laughed if this situation wasn't so serious.

Natasha groaned as she stepped in a pool of metallic red, blood. It wasn't real blood though, but simply a part of the barrier.

The hallways they continued down had red carpeting, along with those green lamps normally found in a library. Homura continued down the labyrinth of hallways with her pistol aimed and ready to fire. There was a broken glass jar near her feet, it was filled with a dark murky liquid. She was attentive to detail, as remembering everything about this witch was crucial for future endeavors. The duo rounded another corridor, but quickly shrunk back as they both heard a noise.

It was some sort of yelling, in the language of despair; it was a familiar, a servant to their witch. Homura peeked around the corner. A mass of flesh colored clay was wearing an impossibly white lab coat, which was quite a feat, considering the amount of blood that seemingly oozed from every crack. The familiar also wore a ball cap with a tool belt around its waste. Gender was hard to apply to a faceless blob of flesh. It was a mechanic of some kind, and was arguing with what appeared to be a mound of flesh dressed as a bouncer; another familiar. The bouncer pointed to a rusty height scale, before back at the mechanic. The red line on the scale was higher than that of the mechanic's height, who was promptly denied access to a door labeled with a bio-hazard sticker.

Homura glanced back at Natasha, who had a disgusted yet scared expression on her face. It didn't suit her well at all.

The mechanic let out a groan, before turning and walking in their direction. Homura grabbed the redhead's hand to run in the opposite direction, and just as they were about to turn a corner, they both heard stamping feet. With dread, the magical girl turned around to see the mechanic staring at her, and she somehow felt eye contact even when the biomass had no eyes. Natasha was the first to react, quickly shooting the thing, gagging as false blood splattered on the walls around them.

" I've never seen one this gross, normally, they're just surreal."

The redhead made a grunt of acknowledgment before following Homura Akemi down a different hallway. Even though it was a completely different hall, it still had a metal bio-hazard door guarded by a fleshy bouncer. The bouncer was easily taken down by Homura's gunshot between the eyes, while false blood and flesh colored clay splattered everywhere. but she was still careful as they approached the door, fearing the familiar would suddenly return to life.

The door required both Natasha's and Homura's strength to pry open, both jumped back from the golden coins that spilled out. Homura pointed inside the door, where hospital curtains lay shielding something which rested on a mound of coins, each of a varying size. Homura could feel the despair from the witch, it wasn't intense enough to pose a threat, but not a minor one either.

"Behind the curtain is a witch, and it doesn't know we're here yet."

Homura crept into the large operating room, but stealth was pretty much impossible due to her having the climb through the coins that were progressively bigger with their proximity to the curtain. At least it would be easy to navigate the terrain when she needed to get up close to the witch.

As soon as Natasha entered the room, the metal door slammed shut behind her, sending golden coins everywhere. They pelted the backs of their heads, but the coins were surprisingly light so it was more of an annoyance than actual pain.

"It knows we're here!"

A disturbingly pained wail drenched the air around them with sorrow. The curtains were cast aside quickly as the witch was revealed to both of them. A giant glass jar rested atop a hospital bed, and inside, was a large anatomically correct heart. The corked jar wore a large yellow sunhat, brimmed with a white ribbon studded by coins.

The clay heart inside the jar was beating frantically at their presence, pumping out that syrupy fake blood. The jar was filling quickly as the witch sprayed out the substance through its aortae, and Homura was cautious, she had no idea what this creature was doing. Natasha held her weapon up defensively as the jar continued to fill. The liquid had covered the heart after a few minutes of them standing with their weapons drawn. Yet the liquid was still rising, a stream of bubbles having been created.

Homura knew only of what was happening as webs of cracks spread around the glass. Natasha gasped, also realizing what was about to happen. After dozens upon dozens of times of killing the Dessert Witch, Homura had known what to do if anything ever surprised her. She flicked her shield back and grabbed Natasha's hand as glass shards flew out into the air, time freezing instantly.

The shards of glass were suspended in the air, forming a burst around the viscous red liquid which followed suit. It could have been considered beautiful to see glass and blood suspended in time like that, but Homura had no time to admire.

Instead, she turned to Natasha, who honestly already looked tired of the endeavor, but still ready to put up a fight. It reminded Homura of a less friendly Mami Tomoe, and it made her heart ache with sadness. That blonde magical girl was probably dead by now, but it didn't matter, this time line was only for informational progress.

"Quick! We need to find a coin large enough to shield the both of us, but don't let go of my hand, or you'll be frozen too."

Their sights locked on a coin in the distance. Homura swiftly ran over to it, tightening the grip of her hands on Natasha's. Countless battles and training made both of them very agile and nimble, which made navigating sea of coins easy. Once they had grabbed their make-do shield, Homura led the redhead back further from the witch. The strain on her soul gem was becoming quite painful, so the magical girl stood the coin up in front of them and let time run again.

A sickening we thud rang out as the liquid splashed everywhere against the walls. They both were thankful for their shield as they soon heard a sizzling after the liquid came into contact with the material used for the walls. The beating of the heart was audible now, which made the erratic and rhythm-less thumping much more unsettling.

"I need to stay behind the shield until I can use my powers again, stay with me."

Natasha nodded, silently agreeing to their plan. The redhead was panting heavily, moreso with panic than exertion. Luckily, the strain on her soul gem was always temporary and resolved itself within moments. The beating stopped, and Homura Akemi glanced up to see what had happened, which was her mistake.

The witch took this moment to strike, sending out a highly pressurized stream of fluid towards them. Homura instantly pushed Natasha quite a distance away before ducking back under the coin. More fluid than she'd like had splattered over the shield, and was now burning at the skin on her left leg and most of her right arm. Homura ignored the pain and shocked expression of the redhead, who quickly got back to her feet.

"I'm fine, I'll heal myself later. Don't let it get on you, its corrosive." Her voice was calm, eerily so.

Natasha did as told, and rolled away from another burst, firing a few shots into the heart, from which jets of liquid sprayed. Homura was impressed at the redhead's capabilities. Any normal human would have likely died at this point.

Homura twisted her shield and time stopped once more, this time for Natasha too. From her shield, she produced a missile launcher. At least now she knew that explosives were a better idea than bullets, the latter only creating more liquid for them to dodge. Her index finger pushed the trigger as the missile propelled itself towards the frozen heart. Homura slowed the projectile before it could reach the heart. This was repeated as many times as her freeze would allow, until she felt the familiar strain at her gem.

The magical girl grabbed another large coin to shield herself as time resumed. Explosions and smoke quickly filled the air, along with sounds of splattering clay and liquid. The air was too smokey to see what had happened to Natasha. Homura hoped the woman had survived, but she'd be alive when the time line was reset anyway.

As the smoke cleared and the labyrinth faded from around them, Homura could make out that Natasha had managed to crawl her lithe form under a coin. A black gem gilded with silver floated down onto the floor, making that satisfying ping as it hit the concrete of the alleyway.

( -~~~~~~~~- )

 **Witch Profile:** Imelda

The Heart Witch

 **Nature:** Selfish

Blinded by the inability of herself and others, Imelda stole herself from those deserving and sealed herself off in a jar. She was content, until she realized she was broken, and bleeding. Imelda searched for the greatest fixers of them all, none of which pass her high standards. The only option she has left is money, of which she has yet to realize will not fix her leaks. One can easily defeat Imelda by bringing her any fixer at all.

 **Familiars:**

 **Carrel:**

 **Duty:** To fix

The Carrel knows what's best for their mistress, and posses the one simple step to fixing her leaks. They aren't good enough for their mistress, nor strong enough to pass the Boykin who block them.

 **Boykin:**

 **Duty:** To protect

The Boykin have received strict orders to not allow the incompetent Carrel to pass, and will never let one pass, lest they hurt her with their inability.


	2. Chapter 2

_I am so sorry for writing an OOC Natasha. I'm not removing their trust entirely, because I feel like they understand each other, but I went back to change things around a bit. Basically, Homura only knows that Natasha is a S.H.I.E.L.D agent. This is absolutely mortifying and I am so embarrassed._

Natasha Romanov approached the S.H.I.E.L.D headquarters with a shake to her step. It was certainly a life changing experience, but not exactly traumatizing either. Homura Akemi had taken off after retrieving the black jewel, no chase was given this time. Tony was texting her frantically while waiting for a response, she didn't answer. People droned about their duties and generally got out of her way, and once inside the headquarters, few took notice of her shaky composure.

The secretary smiled at her, with a frown hiding behind her faux expression.

"Agent Romanov, what brings you here today on your day off?"

Natasha noticed the too cheery tone used by the secretary, it was disingenuous

"I need to speak with Mr. Fury, Immediately."

Nodding, the secretary checked something on her tablet before frowning down at it. She looked back up at the redhead.

"Sorry, he's bus-" By the time the secretary looked back up, the other woman had gone.

The stairwell was empty, and too warm. It was a sunny day, and the glass served almost like a greenhouse. Maybe it was a fire hazard, but Natasha just viewed it as a possible escape route, because there was another part of the roof below it. If she ever needed to jump, the worst she'd do was break her leg.

A deep voice startled her out of her thoughts. It was Brock Rumlow. Natasha was always careful around the man, she sensed something dark about him. Her concern was probably unnecessary, this was likely paranoia. Had it really been this long since she had trusted someone other than Steve? Homura was something, like a looking glass. Natasha saw herself in that child, which was probably why she had been so emotional invested.

"Anything wrong, agent Romanov? This is the first time I've ever seen you like th-"

The woman in question snapped her reply, hating the man's tone. It wasn't a tone of amusement or mocking, but it was at the same time.

"Yes, and I need to speak with Fury immediately."

Brock nodded, before turning around to lead the agent up the stairs. She received another text from Stark, silently cursing at the ring tone. It made her think, who would be better with this news? Perhaps it would be better to not tell anyone, but she couldn't let that girl suffer in silence. Nobody should have to fight alone, and whenever she looked into Homura's eyes, past her mask, the Black Widow wanted to cry.

( - 0 - )

As the two pushed open the glass doors to the top floor, Natasha saw Nick Fury speaking with the holographic council. Why did they even need chairs for those holograms in the first place? There was Skype, but that probably wasn't secure enough for them to be talking on. Disregarding the meeting taking place, Natasha burst through the room's doors, followed by Brock.

The holograms glared at her, and she wanted to glare back. She didn't, these people were the ones that decided Natasha Romanov wasn't to be held responsible for her crimes. Quite literally, they saved her life. One of them were going to scold her, but stopped, a worried look on the elderly woman's face.

Nick looked at her, sizing the Black Widow up. A look of disbelief washed over his face, causing his brows to furrow. He instantly pressed a button, which adjourned the meeting. They probably weren't happy about being shut off like that.

"Good god Natasha, what happened?"

Words failed to leap from her dry tongue, she swallowed before breathing in deeply. Natasha turned back to Brock, who was crossing his arms. Why couldn't she speak? This was pathetic, so pathetic, and yet, understandable. There was no possible way for the academy to have prepared her for something so surreal. Was this post traumatic stress disorder? No, it couldn't be, the academy made sure she was immune to it.

"You know that girl who stopped that gunman? I met her... This is going to take a long time to explain. Brock, you might wanna sit down for this,"

There was an amused expression on Brock's face, and that dark feeling was off Natasha's radar. Paranoia, that's what it was, their team would fall apart if they couldn't trust each other, so that feeling had to stop.

"This girl has been trained for combat, I'd say she's more skilled in battle than I. She seems older than fourteen, much too mature for her age. She's rational, and not a threat to us unless we pose one to her. Her motives aren't to be a hero, she doesn't care about that. I think, we need to earn her trust, her enhancements are something else entirely."

Nick fury wrote something on a pad of paper next to him. He put his hands together on his deck, fingers intertwining. It was a way to show interest and compassion. Brock on the other hand, that man appeared fascinated, but was holding said fascination back.

"Why was she here in the city, can you tell me that?"

Natasha nodded, before continuing her explanation.

"From what I've been told, there are this things called Witches, but not the pointy hat kind. Homura hasn't explained to me everything, but I have an idea. Normally, we can't see them unless a girl like Homura is present, for reasons unknown of course. They have their own sort of separate space from reality, in which everything feels surreal and impossible. Me and her, we went into one of those spaces, and I'll never forget what we saw."

Another note, Brock shifted in his seat, clicking something. Nick Fury failed to comment, focused on the story.

"I won't delve into the details now though, because I'm not ready to talk about it. Homura was un-phased by it all, which shouldn't be, its not right for a girl that young to fight something like that. The witches have the ability to control people, which is what happened to that gunman. During our fight, Homura was burned with acid, and showed no signs of injury or pain at all. I was told not to worry about it, and to continue fighting, apparently she has regenerative abilities."

Brock whispered something, which was missed by Natasha. It was probably a curse of disbelief. Nick fury began typing into the computer sitting on the side of his desk. By looking at the reflection on a far window, the redhead could tell he was doing a background check on the girl.

"No need to bother Nick, I've done one myself. Homura has wealthy yet distant parents. She was a good student before her heart began acting up. After being hospitalized, she had somehow escaped, even with their tight security. I met her shortly after that."

Nick sighed before tapping a pen to his desk. He was in deep thought, hand gripping at his brow while staring down at the desk. After clearing his thoughts, the man looked back up at her, a tired look in his eyes.

"Y'know, sometimes I wish we all had normal lives, and that nothing like this ever happened. Tell me Natasha, do you have her location?"

She nodded, before removing a screen from her pocket. On the grid, was a blinking red dot.

"I planted a tracker on her after we fought the Witch, but I need to be the one that retrieves her, she trusts me. If you go after her with more than me, I can guarantee you she'll get away."

Was this a mistake? If not, then why did Natasha regret coming her, why did she get that feeling in her stomach that something was wrong. Nick had been stressed lately, and the redhead knew not of why, which was troubling. Was something going on behind her back? Maybe that was what the meeting was about, perhaps the Widow is about to be hauled into some nameless underwater prison.

"Romanov, I trust you. I'm letting you bring her in, but only because of your word. Can you tell me more about her power?"

She bit her lip, uncertainty wavering her ability to speak.

"I experienced it first hand, she has the ability to freeze everything, but not in ice. I believe she has the ability to freeze time, but a sustained freeze causes her pain somehow, I'm not sure. When we were fighting the Witch, she told me to grab her hand, and that time I wasn't frozen when she stopped time. I think physical contact will prevent you from being affected."

Brock got up to leave, quickly shuffling out of the room. Natasha didn't like that, she snapped her head and locked her eyes with Nick's. The glass door shut, and Brock rounded the office corner.

"What's up with him?"

Instead of replying, the man in question wrote something on a pad of paper, before ripping it off to show the redhead.

 _Ears everywhere, don't bring her here, take her to Stark's with Captain Rogers. S.H.I.E.L.D has been compromised._

Natasha held back what would have been a mix between a sob and a gasp. She believed him, and suddenly felt very uneasy. In an instant, this place wasn't her home anymore, and coming here was a mistake. Everything bad was happening, and it felt like her world was falling apart. She should have brought that girl to Stark.

"Haha who knows, probably piss in his cereal."

Faking laughter has always been an easy task for the Black Widow, who routinely used it for reconnaissance. It rolled off her tongue effortlessly, ringing out into the minimalist office. She pretended to calm herself down for whoever was listening, before regaining her composure. Natasha wiped tears from her eyes as she left the office, trying her hardest not to act nervous.

The one part about being a spy that she hated was the paranoia. As she looked at her coworkers, she doubted their faith and intentions. The only person who she knew for sure, was Brock. There had always been something about him, something dark. Her enemies called it the Widow's Instinct, it was what prevented Natasha from being ambushed.

A man in the elevator was sizing her up, and the other was sweating profusely. Needless to say, she got off before her stop, brushing past the men that bumped into her just a bit too hard. That was going to be an ambush, they would have killed her. It was nerve wrecking to be in this den of liars. It felt as if the floor was covered in thumb tacks, and with each step, more blood was spilled.

She ignored the secretary as she made her exit.

( - 0 - )

 _ **T. Stark** : Stop ignoring me, has something happened? Do I need to put on my suit?_

 _ **N. Romanov** : Put it back in your pants big boy, I'm finding the girl right now and will bring her to you shortly._

 _ **T. Stark:** Can't stop ignoring me forever, huh?_

There was no text in response.

From the blinking dot on the GPS, Homura Akemi was at a nearby school, which was troubling. It's not that she was afraid of her doing something dangerous, but instead, it was the implications that were troubling. From her background check, Homura Akemi was not enrolled in that school, so she had to be searching for a Witch. The thought of another one of those monsters near a school was sickening. Natasha actually considered not going, suddenly remembering the sight of Homura's skin burning from the acid.

Before heading out to find the girl, she acquired a disguise from a nearby retailer. It was only recently ago that an attempt had been made on her life, so she felt a disguise was a necessary annoyance. Even if it made her look suspicious, it would prevent her from being easily recognized, which could mean the difference between life and death, for both her and her attackers.

( - 0 - )

The school was slightly rundown, but that was normal for pretty much every building in the area. It wasn't the nicest area, but Natasha was glad her disguise wouldn't make her stand out too much, as it seemed to be a fashion trend in this part of town. Homura hadn't left the vicinity of the school, and she wasn't inside it either. If the tracker was accurate, the girl was behind the school.

Even though it would probably take longer, Natasha didn't choose to just walk around the school to the back. Nobody would tolerate a weird woman with her hood up stalking around a school. Instead, she chose to loop around a few blocks so that she could climb over the back fence without really being seen.

As the turned the corner, close to her destination, a glimpse of dark hair confirmed Homura's presence. The girl in question was talking to another one, who had short black hair in a bob cut. Natasha wasn't bothered by the fact that the other girl was cutting class, but instead, by the fact that the other girl was wearing a ring similar to that of Homura's. From the distance, even though it was difficult, the redhead could recognize the symbols on the rings, they were the same from the labyrinth.

There were more of these girls like Homura, and the thought did not make her happy. A cool breeze blew past, irritating her eye and causing a tear to form. It was wiped away swiftly, and the rustling of fabric caused both girls to snap their heads around. The girl with a bob cut backed away, flinching slightly. Homura didn't react, and instead, only stared.

"Why are you back?" It was a simple question asked by Homura, but the tone made Natasha shift uncomfortably.

The burn on her arm had vanished.

"I know you probably will say no, but I'm going to ask you anyway. You know how I told you about how I work for S.H.I.E.L.D? Well, I am here directly after they made an attempt on my life, by some of my coworkers. Please, I need your help."

Homura ignored the other schoolgirl as she flipped her hair, while simultaneously brushing off the other girl, who re-entered the back door of the school.

"What do you need?"

Natasha knew she could lie to the girl, but she couldn't do that. No more lies, not after S.H.I.E.L.D, and not after this girl had chosen to trust her.

"I went to S.H.I.E.L.D in the first place as a mission report, about you. The only people who were in the room were my boss, and a member of my team. My instincts were telling me my teammate was up to something, and he heard everything. I know you can protect yourself, which is really not why I'm here. Listen, the last instruction my boss gave me was to bring you to Tony Stark. You can do whatever after that, but know that I'm here for you."

Homura showed no signs of betrayal, or sadness. Natasha couldn't see anything behind the porcelain mask of emotion.

"What's in it for me?"

Natasha bit her lip, the only thing she could offer was her services. She hated the idea of going back to fight another one of those Witches, and just the thought made her psychically ill. Regardless, she would do it, Tony Stark would know what to do, he always did. Nicky Fury had instructed her to do so, and so she'd do it. Natasha did a quick tally, and now there were only five people who she could rely on.

"I'll help you fight the witches, you can train me, I guess. Captain America will also happily engage, and possibly Iron man too. Sounds good, right?"

Homura exhaled, and Natasha could sense a slight taste of anger.

"It does sound tempting, but I'm not linking my magic to any other weapons. If Tony Stark is as intelligent as he claims to be, then he can figure out another way to make their weapons work."

There was a slight hint of disdain when Tony's name was uttered. Perhaps she disliked what he stood for, but she'd ask about that later, when Natasha had completed her orders. Homura had implied that something bad would happen if she ran out of magic, so her uncertainty was very understandable.

"Shall we go?"

Homura nodded, before climbing over the fence to join Black Widow.

( - 0 - )

In contrast to the secretary at S.H.I.E.L.D, the one stationed at the front lobby of Stark Tower was much more personable and tolerable. This one didn't fake her smile or greetings, and was genuinely a pleasure to talk with. Her and Natasha were actually friends, and texted each other often. The secretary still knew Natasha from her alias as Natalie, it was amusing in an odd way.

"Welcome Natalie! Stark was expecting you, so just take the elevator to your left, the one William has opened for you."

She pointed to the bodyguard, William, standing next to an elevator that had recently opened. Natasha flashed a quiet smile before approaching the man, Homura following close behind. Both of their shoes clacked against the cool marble floor, Natasha had always found that sound to be comforting.

The bodyguard motioned for them to enter, and both obliged. It was a fancy elevator, one with glass walls. Heights were not a problem for Natasha, who's fears had been forcefully removed. As the door slid shut and the cabin ascended, she couldn't help but feel anxious. It had been only recently that she was almost killed in an elevator, this was making her uneasy, but her Widow's Instinct was not reacting.

The low voice of the bodyguard disrupted the silence.

"Violet, I've seen your Youtube video, that was awesome by the way. Can you teleport anywhere? If so, my job is useless, but what can ya do nowadays, huh."

Homura cocked her head, confused momentarily before realizing that the man was addressing her. After a typical flip of her hair, she responded.

"I did what was necessary."

It was a concise response, designed to end conversation. The bodyguard pursed his lips before nodding approvingly. Even though it was awkward, she found Homura's response amusing, enough so that the Widow cracked a smile.

The sound of that familiar ding filled the cabin as the door slid open once more, revealing a lavish penthouse Natasha had grown to envy. Stark was waiting there with a goofy smile on his face, arms spread open as if asking for a hug. Both girls denied and walked into the suite, Homura turned to watch the elevator descend back down.

"So um, glad you all could make it. I'm a big fan, Violet."

Nervous eyes made their way back to Tony, Natasha could tell the girl was nervous.

"I... When did I get that name?"

( - 0 – 0 – 0 – 0 – 0 – 0 – 0 - )

Homura had attempted to ignore the irrational anger that was growing in her stomach, but it had taken root. She was bitter, unfairly so. Tony Stark had everything, and she had nothing. It was a classic situation, and a deadly sin as well. Homura didn't care about that though, she hated catholic school, and how could she believe in a god that would let his happen to her?

Tony looked at her with a wide smile on his face, this man was attempting to appeal to a child, and she was no child. Homura didn't take it as an insult, it's not like he could know that she had seen too much to be considered a child anymore. She blinked, amused at his attempt. Tony scratched his head and sighed.

"You're a viral sensation, they've given you the name 'Violet Waitress'."

She nodded meekly, before flipping her hair to check out the penthouse.

"Yes, I can understand why. When I fight, I wear a violet outfit. While it may appear to constrict my mobility, it does exactly the opposite."

Tony raised an eyebrow, confused by her statement. Oh, she had forgotten that this man was one of the smartest alive. He wouldn't have been fooled by a lie that easily broken.

"That's just untrue, your outfit would actually decrease your movement, but I'm not getting into aerodynamics."

No, Tony Stark was wrong. Her magical form enhanced her physical abilities exponentially. While her normal self had improved thanks to the magic from her soul gem, it had still been enhanced greatly. Either way, she felt not desire to explain herself.

Homura flipped her hair, staring down the rich boy, who frowned in response.

"What would a man like you want from me? I'm not fighting your enemies."

It was awkward, but it didn't bother the magical girl. Tony shrugged as he turned to sit on an off white couch. It looked terribly uncomfortable, but matched the bleak and futuristic decor. Homura had no reason to waste her powers on these people, and she had already begun to regret enhancing the weapon belonging to the redhead. Before the billionaire could reply, the magical girl averted her focus to the S.H.I.E.L.D member, who had yet to even introduce herself. They all knew her name, coming here was probably a mistake. If these people weren't extraordinarily useful, Homura wouldn't return in the next time line.

"Who are you, anyway?"

Tony responded, but she ignored his appraisal of the girl's skills as an assistant. He was not asked the question, it was directed at the redhead who stood at the side of the room.

"You can call me Natalie."

The two adults looked at each other, the man raising an eyebrow. It was some sort of non-verbal communication, but Homura ignored it, she didn't care. Tony had finished making strange faces at the woman, before answering the previous question.

"Okay, since that was kind of the point of you coming, I'll try again. What are your enhancements, and what powers them? Is it a neurological thing, or what?"

Homura sighed, she hated being interrogated. It made her feel vulnerable and open for all to read. She lied to keep herself closed, enough so that nobody could read her. It's not like she'd admit to having time powers, but Natalie was a smart person, who probably had an idea or two about their situation. What if they wanted to control her? No, she'd never let that happen.

"I can teleport, that is all. The powers come from a gem I found under an overpass."

She startled herself by how easily the lies fell from her tongue. Could she have been a spy in another universe? Possibly, but that's not what she wanted to be. Right now, all she was and could every be, was for Madoka. Then why, why had she left her alone in Mitakihara, with Mami Tomoe, who'd most likely get herself and Madoka killed. It made Homura stop and think, was this what she was doing to Natalie? They claimed to be compassionate and kind people, so it was probably only natural for them to feel a desire to help young teenagers. It's not like any of them knew of her suffering, it's not like any of them had ever suffered at all. This was a reconnaissance mission, so maybe she was a spy after all.

Tony stark raised his eyebrow.

"Really now? Teleportation is from point A to point B. In the video, you manage to do more than teleport. You saved that girl and moved her out of the way, while also teleporting to the gunman. You don't have super speed either, otherwise that girl would be dead right now. Can I see this gem?"

Homura seethed, why did he care so much? Was he trying to make her look stupid on purpose? Yes, this man was Tony Stark, known for his playboy attitude. It made Homura sick to her stomach. If she had those abilities, they wouldn't be wasted on being a snobby jerk.

"No, you cannot."

Tony pursed his lips, a slight flicker of annoyance flashing over his face. If they had known the actual value of her soul gem, they probably wouldn't have asked. Homura did not want them running experiments on her gem, she didn't trust them with her life. It would probably be painful, in a way her magic couldn't prevent. It would be painful to her soul, her very existence.

"Why not, it's just a gem you found under an overpass, right? I'll give it back, promise."

If this was a different situation, and they had met under different, she probably would have found him endearing. Homura was different now, and felt differently about practically everything. Sometimes, her desire to be normal again was surprisingly potent. It was food for thought, would Homura give away her powers if it meant that she would live normal again? Her first thought was always instantly no, because that would mean sacrificing Madoka, but sometimes, a second thought popped up. It was yes, but she dismissed it practically as soon as it formed.

"I'm not here to be an experiment. I want to see if you can help me."

Tony's response was quick witted, in a playful mocking tone.

"No, we cannot."

Homura didn't react, she stood still, and flipped her hair. The man resumed talking.

"In all seriousness though, I need something on my end of the table too, but I'm not going to turn you into an experiment, promise."

What did she have to offer besides her soul gem? Homura could help them be general heroes if she had the excess grief seeds, which she didn't of course, but maybe they'd do what Natasha had suggested, and help her fight witches too. It's not like she really needed the help, and wouldn't dare link her soul gem to any other weapon, but the thought of them being unstoppable no matter the enemy, it gave jer hope. Maybe she didn't need Mami or Sayaka to fight Walpurgisnacht, perhaps she could use an agreement as a sort of assessment. The only thing she had were grief seeds, and while they weren't in excess, she was still comfortable going without one. There were no need for extras since there were no Magical Girls around, right?

"Give me a moment, but don't follow me, I'll be changing."

Homura caught a glimpse of Natalie while she turned the corner, it was an undecipherable look. Was it possible that this redhead had been playing her, was it possible that this woman really cared? Maybe, but as long as the agent remained skilled in battle, her character was irrelevant.

Taking the ring from her hand, Homura turned it into her soul gem before swiftly transforming; There were no fancy effects. From inside of her shield, the Grief seed with a heart at the top became present in her hand as she willed it to be. It was weird reaching into the pocket dimension for things, but not overtly.

After dismissing her transformation, she returned to the duo, grief seed in hand. Natalie seemed to have recognized the object, while Tony looked excited, like a child on Christmas morning. When was the last time she had a Christmas with her family? One had passed during her hospital stay, and before that they were usually spent alone with the help, which actually weren't that bad. It's not as if she missed her family, who obviously didn't care about it, but sometimes, she still yearned for a proper one. What would the kiss and embrace of a mother feel like?

Homura tossed the grief seed to the man, who caught it feverishly.

"What is this" He asked, before examining the black gem.

Natasha responded, a slight suspicion plaguing her tone.

"It dropped from somewhere after me and Homura killed a witch. Don't ask me about the Witch thing, that's Homura's territory."

Ignoring the two other people in the room, Tony ascended a glass staircase quickly. Homura was right behind him, she wanted to make sure he wouldn't cause the witch to spawn again. Tony held the grief seed as if it would explode, maybe it would, it's not like Homura cared enough to do tests on the thing. She used them for their purpose, and that was it.

"Can you tell me about these things, or will I have to find out about them myself?"

Should she explain what they are used for? It's not like it really mattered, because she could just reset the time line anyway. Maybe it was a bad idea, but she doubted it would lead to her demise.

"When I use magic, my gem becomes polluted, which weakens my magic. These are grief seeds, usually dropped by a witch when they are killed. I can use them to cleanse the pollution."

They had made their way to a lab. Natalie was trailing behind them, texting somebody on her phone. Everything in the lab appeared expensive, and she felt the urge to break something. She didn't of course, but it was like that feeling you get when standing on a bridge next to someone. The urge to push them is random and unwanted, but it's still there, even if you'll never act on it.

Tony placed the object into a large machine. It looked to be a scanner of sort, but beyond that, Homura was clueless. Sure, she was smart, but that was only because she had taken the same class hundreds of times. Results began appearing on a screen, they scrolled by quickly. A holographic screen appeared before them, and a 3D model of the grief seed was created on the screen. He flicked his fingers around, to get a three-hundred-and-sixty degrees view.

There were multiple scientific symbols and seemingly random numbers that were flashing on the results page. Could the man read the output? Probably so, and it was impressive to be able to understand all of the information, let alone analyze it. A robot voice chimed in, and Tony listened attentively.

"What an interesting find! The casing to this object is normal and ordinary, a light metal. However, for the gem, the initial test I ran was inconclusive, so I ran another. They were all inconclusive, so I checked everything. The 'gem' part of this object appears to be crystallized energy. It is difficult to explain, however I am not certainly sure I'll ever find an answer. I understand that crystallizing energy is impossible by nature, but apparently, it's not anymore. I extracted a tiny microscopic piece of the gem, and that piece will supply enough energy to keep this tower going for the next thousand years or so. , this black gem is pure energy."

Homura wasn't surprised. She didn't exactly know the science behind all of the magical girl things, but this wasn't a big shocker. Maybe the energy was the reason Kyubey wanted them after they had been used up. Maybe they didn't even turn into witches at all, she had never actually seen it happen, and had only ever been told by Kyubey.

"Now it's your turn, Mr. Stark. Natalie has told me you would probably help me, along with Captain America too."

Tony was typing away at the computer, but she could tell he was still listening. He was able to read the output while also holding a conversation, so maybe he would be suited for battle.

"I know cap'll be eager to help you regardless of what it is, but I need to know what I'm getting myself into."

Homura nodded.

"Of course. Earlier, we discussed grief seeds and their origins. I need you and Steve Rogers to help me fight them, witches. I'll train you of course, but there's one more thing I need you specifically to do."

The grief seed was placed in another machine, which was a lot less bulky. A green laser was sweeping over it, back and forth. Maybe it was checking for something, but for what? Homura was unsure what the man had to gain from doing this. Why was he testing for things before Homura had even asked him to figure out a way to enhance their weapons? Maybe he was trying to access the energy for profit or something, and she wouldn't let that happen.

"Can you figure out a way to combine the energy from this grief seed with your iron suit and the shield of Steve Rogers? Normal weapons have no effect on witches unless they are magically enhanced, I'm not using my own magic for that. I'm not going to tell you why."

Tony grunted a hasty approval as another machine began spitting out its results.

"Of course I can, I'm Tony Stark.


	3. Chapter 3

The grief seed was not returned to Homura. It wasn't too big of a deal, she had another, and her gem wouldn't need cleaning for a while. Natasha and Tony were talking privately in a room, but she had no desire to eavesdrop. Regardless of what they were talking about, it gave her time to think. If Tony somehow found a way to enhance weapons with the grief seeds, would he want more? The man owned a weapons company, so she wouldn't have been too surprise if that really was the case. However, she had to wonder what would happen if they used too much magic from the seed, would it really turn back into a witch?

( - 0 – 0 – 0 – 0 – 0 – 0 – 0 - )

When out of the girl's hearing range, Natasha relayed Fury's information, in an uneasy and worried tone. The only reason she was alive was because of S.H.I.E.L.D, and she had done so much for them, of which she did not doubt their intentions. The sudden revelation was one of many factors that disturbed her soup of emotion, had her missions even been for a good cause?

Tony sighed, hands tapping at his desk anxiously.

"So you're telling me S.H.I.E.L.D has been compromised?"

Natasha nodded. She didn't want to accept at first either, but there really was no other explanation to Nick's confession. Unless this was some training exercise, they had loads of things to worry about besides the whole Homura Akemi situation. Would the towers be targeted by whoever caused the infiltration? That was something growing heavy on her chest, why hadn't there been any actions taken against them, better yet, who had caused the infiltration. There weren't any notable groups off of the top of her head, and a few terrorist organizations came to mind, but there was no way they'd be able to get past the security screening and general tight security of S.H.I.E.L.D. Natasha Romanov was really unsure and confused, just as much as the man across from her.

( - 0 – 0 – 0 – 0 – 0 – 0 – 0 - )

A flash of movement from the corner of her eye caused her head to snap back, gazing at the elevator as it ascended to their floor. The bodyguard was there, and so was a tall and muscular blond man. He wasn't wearing the costume, but instead, normal civilian clothes. She assessed him, who was obviously uncomfortable by the analyzing gaze. Steve Rogers appeared to be harmless enough, given his body language of course. It was reserved yet powerful, in an entirely different way than Natasha or Homura.

The cabin door opened, and out stepped Captain America. They looked at each other, and Steve quickly averted his eyes. He was probably uncomfortable with the idea of being in a suite alone with a fourteen year old girl. Not that she thought of him that way though, but could understand not wanting rumors of anything. Public heroes were like celebrities in their own way. Each of them had their own marketable personalities and traits, while gaining the adoration of the public. Magical girls would never be like that, but that wasn't what Homura wanted anyway.

"They're up in the lab, talking about me and doing scientific things. You will need to give them your shield, to experiment on. Trust me, it won't be ruined."

She pointed to the glass stairs which lead to the lab. As he began climbing the stairs, she followed him. It was weird to see the shield up close. It was fastened to Steve's back, and Homura could remember reading the comics that were made about him. She was the nerdy type growing up, but now only a small part of her was excited. It was the part she had vowed to lock away, the part that wanted to live a normal life with loving parents.

The two in the lab turned to them expectantly as the others pushed open the glass doors. Natasha was quick to speak.

"Steve, I didn't think you'd actually come, or believe me..."

Homura gazed over their shoulders, attempting to see what they had been working on. The seed was on a transparent table, next to many broken tools. She had never seen one of them break before, besides the birth of a witch, but it was probably possible, just like a soul gem, but harder.

The blonde man turned to the woman, before replying.

"I trust you more than pretty much everyone in S.H.I.E.L.D. You told me there was something urgent besides the whole infil-"

Natasha glared at him, who quickly shut his mouth before both looked at the girl. There was probably a government secret or something, it didn't bother Homura to know that classified information existed. Other magical girls had probably already been documented, but she doubted the government really cared. If so, there would probably be public service announcements against Kyubey. The thought of it was amusing, in an odd way.

"Homura can explain the other situation to you."

The redhead motioned to the girl who stood uncomfortably. She was outnumbered here, and Natasha probably knew how to stop Homura from escaping. What if they held her down and took her soul gem? Should she tell them its importance? No, that was beyond reasonable, and would paint a huge target on her back if they ever became her enemies. What if Stark wanted to use her soul gem as an energy source? The woman's voice interrupted her anxiety fueled train of thought, causing Homura to flinch.

"Homura?"

The girl in question nodded, ignoring the inquisitive look by both the redhead and the billionaire.

"I was promised the service of you three if I provided Mr. Stark with that black gem." She pointed to the item before continuing.

"That is a grief seed, dropped by witches. I'm sure if you guys knew they existed, you'd be fighting them. However, none of your technology would work against them and you'd have probably perished. I'm actually quite thankful that was not the case, as I can hardly work if there was a large scale investigation into the disappearance of a public hero."

Steve crossed his arms in a way that showed distrust, Homura flipped her hair, having already expected that response. It was hurtful to that part of herself she kept hidden away, this man probably considered her a villain or something. Homura needed to remind herself that opinions and character were worthless, and that as long as they fought well, they'd be useful.

"Why don't we know they exist, and who are you anyway?"

Homura turned from the window to gaze- no, more like stare at the man.

"You don't know they exist because they can only be seen or detected with the aid of my magic or the magic of those like me. I was nobody, until that gunman, who was controlled by a witch, attacked. I honestly would have preferred it to stay that way."

Natasha was interested in that remark, she herself had been interested in knowing why there had been no sighting of those witch creatures beforehand. It was surprising that something with far reaching eyes like the K.G.B or S.H.I.E.L.D, had no insight into these things.

"So, these witch things, how can we start fighting them?"

There was that look in the blue eyes of the blonde man. The confident and chivalrous glint in his eyes reminded Homura of Sayaka, and she had no idea if that was a good thing or not. Steve was not under the constant danger of turning into a witch, so his possible drive to be a hero would actually be quite beneficial. It was also dangerous, because if Steve somehow found out what witches really were, there would be no way he'd fight. Homura felt that way at first, until she came to the conclusion that the girls were beyond anybodies help, and she was only putting them out of their misery.

"We don't yet. We need to wait for Mr. Stark to figure out a way to infuse the energy from the seed with the Vibranium and power source of his suit."

Steve raised an eyebrow, probably curious as to how she knew the material his shield was made from. He probably couldn't imagine the stoic girl as a fan, but it was true. She had been a fan ever since picking up that first comic, but was too sick to care when they removed him from the ice. She still remembered that day, it was nostalgic in a way.

"Homura, the energy in the gem isn't reacting to me, but I'm pretty sure it will to you. Come on up for a second."

The magical girl stepped up onto the lab platform, gazing down at the grief seed cautiously. If it did turn into a witch, she wouldn't be able to save everybody. That would have to be carefully avoided, even if she had no idea if it would really happen the way Kyubey claimed it would. Homura took it in hand, feeling the familiar pull of the soul gem wrapped around her finger. She wouldn't give into that feeling, because her gem did not need cleaning.

"Captain, I need your shield."

Steve was hesitant, glancing at the others before removing it from his back. The shield was handed over carefully, and it was surprisingly heavy, but not a problem. Even though it didn't appear so, a magical girl's body also possessed enhanced strength. She briefly wondered if the captain could beat her in an arm wrestle, but quickly dismissed the immature thought.

Homura placed it on the table next to the grief seed, and had no idea how to fuse the energy. She had no reason to attempt anything like this, so even a starting point was unknown to her. Homura glanced at Tony for affirmation, but only received a slight smirk.

Maybe it would work if she did the opposite of what would normally clean grief from her gem. Homura took the seed to grasp in her hand, before focusing on the energy contained within the seed. It was unexpected, but now a spherical aura of yellow energy had risen from the grief seed and was now floating above it. Was this the magical energy that once belonged to a magical girl?

Tony commented, amazement present in his tone.

"Huh, now just fuse the energy with the Vibranium, if possible."

It was easier than she could have ever imagined, and the aura of yellow energy floated over to the circular shield, before floating around it and covering it. Once she had finished, the blonde man swiftly walked over to his shield, attempting to find any visual differences. After picking it up and moving it around a bit, he frowned.

"It's lighter than usual."

Homura turned to look, actually interested in the effects of the merge.

"Most likely due to the magical presence. I am unsure if the magic will deplete, therefore be careful when using it for now, but you can practice a bit."

Steve walked a few steps away, before kneeling and thrusting his shield forward. A large screen of yellow formed from the Vibranium, causing the blonde man to gasp. Homura could do the same thing, so it wasn't too surprising to her. The screen faded before he attempted it once more, slightly laughing as it faded again.

"You're also able to use that energy to slice things. Don't use it here, I don't know how powerful it would be."

He nodded before stepping to the side, gazing at tony with a playful tease in his eyes. The billionaire was quick to comment.

"Fantastic work, now I want one."

The man left the room for a few minutes, leaving the three of them time to either wallow in awkwardness, or talk openly. Steve had chosen the former, which was surprisingly refreshing. Regardless of how antisocial she appeared, Homura still appreciated conversation every now and again.

"So Homura, how did you get your powers?"

This was the reason she rarely liked talking. She always had to lie, not that it bothered her of course, but it took a lot of mental power to remember each one she had told in the current time line. Sometimes it was difficult to create a lie that wouldn't conflict with another she had told. Homura remembered telling Tony about finding it under an overpass, so she'd stick with that.

"I found a violet gem under an overpass, it was calling out to me."

Steve seemed amused, almost rolling his eyes. Homura glanced up at him, attempting to understand his current train of thought. There was excitement there, probably from the powers of his new shield, but also distrust. As long as it didn't distract him from fighting, she didn't care.

"Let's just pretend I believe you for a second, why didn't anybody else find it first?"

Homura glared, attempting to shut him up before responding.

"It was the middle of the night, and I got there first."

Steve was about to respond, but Tony re-entered the room before Homura's interrogation continued. She glanced at Natasha, who avoided her eye contact. They didn't believe her story, but she'd have to live with that for now. If they were keeping secrets from her, then she could keep some from them. Homura felt no need to justify herself, but was creating a response in case anybody would call her out for lying.

Tony seemed to sense the tense atmosphere, clearing his throat before unbuttoning his shirt. It was a circular object with a triangular shape in the middle, which glowed a light blue. The object was inside Tony Stark. Homura understood, the man wanted her to transfer some energy from the seed into the object. It was done easily, the man muttered something un-heard by Homura as another aura of yellow energy cascaded over the object. Instead of blue, the object now glowed yellow. Tony stark re-buttoned his shirt, which now held a yellowish glow through the fabric.

He left once more, Homura followed him to avoid another interrogation. Their footsteps echoed through the penthouse as they made their way to what appeared to be a row of his iron suits.

"Amazing, huh?"

Homura didn't respond by shaking her head or nodding. Instead, she watched as the man put on the pieces. It was fascinating to know that technology this advanced existed, and this was saying something, since Homura had been born in Mitakihara.

"Tough crowd."

The helmet snapped over his face, Homura stared into the yellow eyes of the mask. Tony exited the room, walking over to a door that lead outside to a landing strip. It was the one that jutted out from the tower, the ony that many claimed to be horrendously ugly. Homura didn't think so, it was a nice difference from all of the square buildings.

Homura followed the man, ignoring the two sets of footsteps that followed behind her. They probably wanted to see if the enhancement had worked as well as it did for Steve. Cool air pushed against her as Homura stepped out onto the runway. They were very high up, but Homura was not afraid. She could easily use transform and use her shield to negate the fall. It was unlikely that she'd randomly fall anyway, given the sheer size of the balcony.

Tony stood at the edge of the strip, before he sudden took off. The yellow jets from his feet and hands were rocketing him through the air, the noise was loud, but tolerable. He was doing tricks in the air, loops and turns and corkscrews at a nauseating speed. This probably constituted a waste of magic.

"Stop wasting magic."

While the man probably couldn't hear her, he could still see the un-amused look on her face. He flew back over to the tower, landing on the circular spot from which he had taken off. Robotic arms removed the armor as he walked towards them, a giddy look on his face. Was it possible for this man to be any more childish? Homura would never admit it of course, but she found that quality endearing in a way.

"It feels the same for the most part, but I can tell there is a difference in sheer power. Good work Homura. Any chance you can get your hands on any more of those things."

Natasha frowned, and Homura froze. This is exactly what she knew was coming. She fought against the desire to screw up her face and scream, and instead, turned away.

"I've given you a clean one, the only ones you'll be getting from now on are the ones I've used to clean my gem. I need them much more than any of you"

Tony smiled reassuringly, and Homura knew the man wanted to roll his eyes and scoff. He was probably sick of her already. Regardless, they would probably turn out to be good allies, so she could at least try to be friendly.

"Sorry, I'm just not used to having to give them up. There are many other magical girls, so grief seeds are a premium and are fought over, sometimes to the death. I will happily give them you after i'm done with them though."

Now the smile was genuine, but tainted by unease and sadness. It was probably a mistake to reveal that there were other magical girls, but it was a mistake easily fixed by going back in time. Maybe they'd try and bring other magical girls to the tower, and get them to work together and fight crime. The thought of it was amusing, in a dark and disturbing way. There was absolutely no way there'd be more than a few girls who had the skill and were stupid enough to play hero. Well, there would probably be many in this city, given the public heroes, but elsewhere, they'd be laughed at.

"Sounds good, now what do you say we got fight a few witches?"

Homura shook her head, before correcting him.

"No, we're going to train against familiars first, a smaller servant of the witch that has branched off. They are laughably weaker but possibly pose a threat if left to fester for too long, which is usually the case given the fact that they do not drop grief seeds."

Tony seemed interested, in a scientist kind of way, the kind of fascination of wanting to understand and appreciate. Homura wondered if he'd find anything useful to do with witches, besides killing them for public safety and grief seeds.

"Whatever you say, boss. Now let's go tell the others of our game plan."

( - 0 – 0 – 0 – 0 – 0 – 0 – 0 - )

Empty read eyes gazed at the two on the runway. The incubator sat on a far ledge, quietly watching from a distance.

( - 0 – 0 – 0 – 0 – 0 – 0 – 0 - )

They all sat on that modern white couch. It was surprisingly comfy, and its appearance certainly was deceiving. Tony had fetched everyone a coffee, except for Homura, who requested chamomile tea. This brought back memories, of that one time line where her and Mami had enjoyed tea and refreshments before taking Elsa Maria. Mami had been killed during that fight, her soul gem having been pierced by a familiar. Homura had lost her appetite, and put down the cream filled coconut cookie, they were store bought, but Tony had apparently wanted to offer something even if they crappy. Homura had no idea what he was talking about, as they actually tasted quite fine. Perhaps rich people had better cookies or something, that was a rational conclusion.

"We will wait until it becomes dark to search for a familiar. We wouldn't want someone to recognize any of you, especially since you'll all be in costume."

Natasha didn't touch the tray of cookies, instead, she took another sip of her coffee.

"I agree, Homura seems to know what's best when dealing with witches. I vote for her to be the new captain when we go on our little witch hunts, the regular cap can stay for everything else."

Steve scratched his head, un-amused.

"I agree with Homura being the new captain, but shouldn't we try and kill the familiars and witches before they can claim any more lives?"

His heroism was starting to be a bother. Maybe it wasn't a blessing after all, and would turn out to be a curse instead. Homura imagined a fight breaking out between the two, and while she'd most likely win, then she'd have to face an angry country with vengeance on their pitchforks.

Homura shook her head, leading to a sigh from Steve.

"I'm sure another hero will prevent anything too drastic, regardless of if they know it was caused by a witch's kiss, the mind control."

( - 0 - )

The sun was setting, and the day was turning black. Homura waited anxiously for night to arrive, what if something happened? It was unlikely, but what if one of them were killed by a familiar with a second form? That probably wouldn't happen given the fact that it was a familiar, something weak by nature, and these people had been fighting other things for a while now, so they probably had at least some kind of fighting sense.

"Are you all ready to leave? I'm going to be searching fast, I hope you can all follow me. Stark, you go by air, too many people would recognize you on the ground. Once you see that we have stopped, you come down."

Homura needed to impress these people, so of course she put on a show. Although, normally she wouldn't bother, given that it was a waste of magic, but a minute one at that.

She held one hand in front of her ring as it transformed into a violet soul gem. She thrust it into the air as purple flowers and gears flew into the air, circling like a tornado around her. The gears grew in size before coming down on her from above, Homura passing through the hoops in the center as she floated. In a burst of purple sparkles and dust, the gears were gone to reveal her battle costume. Steve and Tony were impressed, and so was Natasha, but in a different way that was hard to place.

Steve was the first to comment.

"Wow, I believed you before, but actually seeing it is differant. That was like something out of a comic book, the Japanese ones Tony has been showing me."

The billionaire threw his hands up with a wide smile on his face.

"Any chance you can teach me?"

She shook her head, before bounding into the growing night. Steve was caught off guard by her speed, and took a while to get up to her pace. Homura felt bad for Natasha, who could only try to keep pace. Tony had taken off into the air, and was watching the trio run through the mostly empty streets. A few stopped to stare, but went about their business shortly after.

The energy pulse from her soul gem alerted her to the proximity of a familiar, or a very weak way, it would be an easy kill. After a few dozen minutes of running, they had made their way to a dry dock of sorts. There was a maze of shipping containers, but Homura wove through them with ease, as there was a specific destination in mind.

Once she had came to her destination, she stopped. Homura spun around to greet the two, she knew they'd be able to keep up, otherwise they'd be unfit for a battle. Stark landed loudly on a nearby container, jumping from it to land beside a pile of trash. Steve looked around expectantly, as if searching for the creature they'd be fighting.

"So um, where is it?"

Homura paused, unable to find the familiar. This meant it was a very weak witch.

"I assumed it was a familiar given its weak energy output, but it is just a very weak witch. We should have no trouble fighting it a long as none of you do anything stupid. Since we are skipping straight to witches, I should explain a few things."

Her jeweled hand waved over the side of a shipping container, and the symbol of a smiling crescent moon became present. The moon was a pastel yellow, and appeared to be floating on a bed of clouds. The runes encircled the portal, spelling out things Homura would never be able to decipher. Natasha seemed worried, anxious even, and Steve just looked in awe at the glowing portal. Tony seemed to be the one with the most interest, probably due to other weird reasons. It was possible that he was excited because he had never witnessed this phenomenon before, and would be receiving another grief seed.

"When we go inside, everything will look surreal and impossible. It's best not to focus for too long, otherwise you could become distracted and perish. Do not trust anything for the way it looks, and be prepared for anything. Natalie, I'm sure you understand how quickly a situation can change."

She nodded before they all entered, one by one. Homura was the first to enter, and Tony, last.


	4. NOTICE

I am discontinuing this story. I'm not very proud of my terrible characterization so I'll be starting a new one. Hopefully, it gets better. Thank you for all the kind reviewers for helping me to make this decision.


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